


Ben 10 Lemon One shots

by Rexfan1333



Category: Ben 10 Series
Genre: Anime, Blow Jobs, Breast Fucking, Crossover Pairings, F/M, Harems, Heterosexual Sex, Large Breasts, Lemons, MILFs, Romance, Threesome, Vaginal Sex, cartoons, movies - Freeform, video games - Freeform
Language: English
Status: In-Progress
Published: 2015-05-30
Updated: 2015-05-31
Packaged: 2018-04-01 22:49:57
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 5
Words: 7,191
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/4037548
Author URL: https://archiveofourown.org/users/Rexfan1333/pseuds/Rexfan1333
Summary: <blockquote class="userstuff">
              <p>A series of One-Shots featuring Ben Tennyson with different women from Video Games, Cartoons, Anime, Movies, and more!</p>
            </blockquote>





	1. She-Hulk

**A/N: Hi everyone, this is my story of one shot Ben 10 crossover lemons, this is my first time writing lemons, so go easy on me because I need as much support as I can get to keep going and get better. I promise it will get better through time. I know it's not very long, but I'll try to make the chapters longer in the future.  
**

**Now lets get started.**

* * *

Chapter 1: She-Hulk

She-Hulk AKA Jennifer Walters was exhausted from work as she came up to the door of her apartment.

"God, I need to lay down." said Jen as she unlocked the door, but got a surprise.

"Welcome home!" A voice said, Jen smiled as she recognized the voice.

"Ben!" exclaimed Jen as she came in and kissed him on the lips.

"I see you been working hard." said Ben as he gave her a chair to sit which she gladly accepted.

"Nothing but paper work and idiots getting into trouble is part of the job." Jen said with a sigh of exhaustion, Ben then began to massage her shoulders. Jen felt like she was in heaven.

"You are really good at that." moaned Jen.

"Anything for you, Jen." smiled Ben with a grin. "Also, how about we go out to eat tonight?"

"That sounds great." Jen said with a smile, "I better get out of these clothes."

As she said that, she got up and left to change out of her black suit, Ben smiled and watched her leave (Watching her swaying ass as well, he was hypnotized by it), Ben decided to also get ready as well.

(Tonight)

* * *

Ben was in a black suite waiting for the jade beauty.

"What do you think?" A voice said, Ben turned and saw the most amazing thing ever, it was Jen in a black dress with a slit which showed off her beautiful left leg that hugged her curves like no tomorrow, it even showed off her amazing cleavage as well, Ben looked like he was gonna faint from the sight of her.

"Holy crap!" whispered Ben, Jen smirked at this and noticed a bulge in his pants. She licked her lips in a hungry manner

(Lemon start)

* * *

Jen walked up to him and felt the bulge in his dress pants.

"J-Jen." Ben tried to speak, but his voice was filled with pleasure of Jen teasing his raging boner. She then she kissed Ben (Which surprised him at first), but he kissed back. The two's tongues wrestled for dominance, Ben started to go roughly into her mouth and passionately as well as rubbing her amazing rear end. She-Hulk moaned in pleasure by the felling of her ass being teased. Jen broke the kiss and sat Ben on the side of the bed.

"Lets have a little fun." said Jen as she began to rub his bulge again which caused Ben to moan loudly. She than bent down on her knees and undid his pants. She pulled out his thick 12 inch cock. Jen licked her lips at the sight of his member.

"Yummy." She said simply as she began to blow the teen hero, Ben moaned even louder from the pleasure of She-Hulk sucking his cock.

"Oh shit!" gasped Ben by the feeling of Jen's mouth. She kept going as well as taking her breasts out and giving him a titfuck while sucking him off.

"How does it feel?" Jen said with his cock still in her mouth.

"Fuck yes!" moaned Ben, Jen kept going as and was about to feel him climax.

"I'm cumming!" yelled Ben feeling himself about to explode.

"Let out! Give it to me!" Jen yelled still sucking his cock. Ben did what he was told and came inside her mouth. She savored the bittersweet taste and swallowed it whole.

"Delicious." Jen said simply. She later sat on the couch while Ben was on his knees.

"Now it's your turn." Jen said with a wicked smile on her face. Ben began to lick her outer lips of her pussy and slurped up her juices as he did so. Jen moaned from the intense pleasure from the feeling of his tongue ravaging inside of her.

"Oh fucking god! I'm cumming!" Jen screamed. Ben kept at it and licking her weak spots which made her cum instantly.

"Ben...you're amazing..." panted Jen as well as in amazement at Ben's skills. She noticed that Ben was still hard and was ready to go.

"I'm going to put it in now." Ben said as he placed his cock near her pussy.

"Do it!" yelled Jen, Ben didn't want to keep the beauty waiting and slowly inserted his dick in her quivering pussy.

"So good!" moaned in complete pleasure, Ben began to go in and out of her pussy in a rhythmic pace.

"OHHHHHHH!" Jen moaned from Ben's cock ravaging her wet pussy.

"Jen, you're so freaking tight!" said Ben while going in and out of her.

"FASTER! HARDER!" screamed Jen. Ben gladly accepted her plea and held on to her waist and did what he was told. Jen felt the head of his cock hit against her womb with each thrust he took into her.

"YES! YEEEEEES!" Jen screamed as she was about to reach her climax as well as Ben. Ben came inside of her as well as jade giantess climaxed and the two held each other, Jen holding him against her amazing chest.

(End of Lemon)

* * *

"You are incredible, Bennie." Jen said as she kissed him.

"You too." Ben said as he began to suck her massive right tit which was bigger than his head. Jen moaned from being sucked on by him and having her left nipple played with.

"Mmmmm." Jen moaned.

"Sorry we didn't go out." Ben said with a hint of sadness.

"No problem," smiled Jen as she got up from bed, "I'll go make breakfast."

"Awesome! I'm starving." Ben said as his stomach growled which made Jen smile at the young hero.

* * *

**A/N: Well that was my first Lemon and I hoped you enjoyed this as much as I enjoyed writing it. Make sure to review and tell me which girl (Anime, Cartoon, Video Game, and Comic) you want to see in the next chapter and tell me what you think as well (No Flames please, they will be deleted!). I will also do threesomes or more so get ready (I like a challenge).**

**Back Story: Here is the back story of the two, Ben and Jen have been dating for a while now and both usually fight together. I thought using this scenario would be a good first lemon for me.**

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


	2. Invisible Woman/Susan Storm

**A/N: Hey everyone and thanks for the suggestions, I'll try my best to add those girls in the story, but I wont make any promises. Also, I might also use art references for the female characters on occasion.**

**On with the story! I know you wanted me to write your girls in the second chapter, but I really wanted to do Susan because I don't see many lemons involving her before so I hope you enjoy!**

* * *

Chapter 2: Invisible Woman/Susan Storm

(The Baxter Building)

* * *

Susan was still grieving over the death of her husband Reed Richards, she was now a widow and her son was fatherless. Ben Grimm and her brother Johnny were trying to comfort her.

"It'll be okay." Johnny assured his sister, he hated seeing his sister like this.

"Hot head's right." said Grimm with an assuring smile.

Susan smiled at them with tear filled eyes, "Thanks guys."

Then suddenly they heard a knock at the door.

"I wonder who that could be?" Johnny said as he walked up to the door and saw a familiar face.

"Ben?" said Johnny a bit shocked seeing him here. Ben smiled.

"Hey, Flame Brain." Ben joked. "Long time no see."

They both shared a laugh and Johnny said, "Same here, E.T."

"So, how is Susan doing?" Ben said with a serious tone. Knowing what she been through.

Johnny frowned and said "She's doing okay, but still upset and all."

Ben was invited inside to see Susan, Ben couldn't help but feel sorry for her.

Then suddenly Grimm came and said "We got a big one!"

"Alright, Ben could you watch Susan for us?" Johnny asked.

"Sure." Ben agreed.

"Thanks. Flame on!" Johnny yelled as his whole body was engulfed in fire and flew out the window.

"It's clobbering time!" Grimm yelled as he followed Johnny. Ben watched as they left and then looked over to Susan. He sat next to her.

"So, is everything okay?" Ben said trying to break the ice.

"Yes, it's just I still miss him so much." Susan said.

"Well, I'm here if you want to talk or anything." Ben said while rubbing the back of his head in embarrassment (while blushing as well.) which made Susan giggle a bit.

Ben smiled at this, but Ben had to admit that she was beautiful (and very mature at that) and the fact he kept ogling her chest (she had grew from a D to a G-cup from breasts feeding Franklin recently) and had a massive ass that would make any man go nuts. Ben tried to shake the thoughts away.

' _Damn it Tennyson, get_ _your_ _head out of you_ _r_ _ass!_ ' Ben mentally slapped himself from thinking of her that way while she was in pain. Susan was concerned by this, but she knew that he was looking at her chest.

"Are you alright?" asked Susan. Ben looked over to her.

"Y-Yeah." Ben said trying to keep his eyes off her. Ben tried to keep his cool and not show that he was attracted to her, but Susan noticed something protruding from his crotch area.

' _Oh my god_.' thought Susan shocked by what she was seeing.

(Lemon Start)

* * *

Susan than started to rub the young hero's crotch which made him moan a bit.

"S-Susan, what are y-" Ben was cut off.

"It's been so long since I had any sex..." Susan admitted to the young man, "I can't take it any more."

She then[ continued](https://www.fanfiction.net/docs/edit.php?docid=42530110#95744846) as well as slamming her lips on to Ben's, they began to fight for dominance and Susan began to unzip his pants to see his thick swelling cock pop out of his pants. Susan was amazed by his size.

' _So big_.' Susan said in amazement as she went on her knees and began to stroke it which caused Ben to moan louder.

"Oh crap!" Ben yelled as he felt so much pleasure through him like lightning. She then began to like the tip of his cock and then slowly engulfed it in her mouth.

"Oh shit!" Ben moaned from having his dick sucked by the blond. "So fucking good!"

Susan gagged on it a bit, but she was a trooper and began to move her head back and forth which increased the pleasure.

"Fuck...I'm gonna!" Ben yelled as he shoved her head on his cock and came so much that Susan began gag again. She then broke free and swallowed it whole.

Susan than took Ben's hand and led him to the bed room. Ben then got undressed as well as Susan.

"You like these don't you?" Susan said with a teasing motion as she massaged her fantastic tits. Ben's cock became harder as he was watching.

"Y-Yeah." admitted Ben, Susan then got on her knees and began to give him a tit fuck.

"Oh fuck!" Ben groaned from the tit fuck he was getting from the beautiful blond invisible woman.

"You like that?" Susan said with a sly smile.

"Fuck yes." Ben said. She began to go up and down on his length and saw that Ben was getting ready to climax.

"I'm cumming!" groaned Ben as he came on her face and tits. She licked off her face and tits as well as sucking her right tit in a teasing motion.

"So yummy." Susan said sucking herself. Ben couldn't help but get turned on by what he was seeing.

"So fucking hot." Ben said watching her, she then lay him down on the bed.

"Sit back and relax." She said as she began to lower herself on his throbbing length and slowly engulfed it into her soaking wet pussy.

"So fucking big." Susan said as she slowly began to go up and down on his huge thick dick.

"So awesome!" said Ben as he grabbed her breasts and began to suck them like crazy. Susan was going insane with pleasure from this.

"AHHH! YESS! YESS!" moaned Susan like a madwoman and her powers became out of whack and showed his cock right through her.

"Holy crap!" Ben said shocked by seeing this.

"OH GOOOOD! MY POWERS! THIS NEVER HAPPEND BEFORE! SO GOOOOOD!" moaned Susan, Ben watched in amazement as her powers flickered on and off from the pure ecstasy.

' _I'm sorry Reed, but he's incredible compared to you!_ ' She thought with guilt, but didn't care in the slightest.

"Sue, I'm gonna cum!" Ben yelled.

"Me too!" cried Susan as they both came and collapsed on to each other.

(End of Lemon)

* * *

Ben and Susan both awoke from the amazing sex they both had. Susan was on his strong chest with a satisfied smile on her face.

"I never felt so much pleasure in all my life." Susan said as she kissed him on the check.

"I'm glad you liked it." Ben said with a smile.

"Guys?" A voice yelled. Ben and Susan jumped.

"Crap!" Ben yelled.

(In the hall)

* * *

Grimm and Johnny walked around the room trying to find Susan and Ben, but to no avial.

"I wonder what happened to them." Grimm asked.

"Hey guys." a voice greeted them, they turn to see Susan walk up to them.

"Sis, you okay?" Johnny asked.

"Yeah, just thought I'd get some rest." Susan lied.

"What happened to Ben?" Grimm asked looking around.

"He left, I told him to leave if he wanted to."

"Okay, but if you need anything, let us know." Johnny said as he and Grimm left to go out. Susan sighed in relief and heard panting.

"It's safe." Susan said as she unzipped her blue jump suit to show Ben as Grey Matter between her fantastic cleavage. Ben/Grey Matter came out to get some air.

"That was close." said Ben/Grey Matter.

"How about another round?" Susan said with a sultry tone of voice. "Maybe with one of your aliens this time."

'Kinky much.' Ben/Grey Matter thought with a grin.

* * *

**A/N: Hope you enjoyed this chapter of Ben 10 Crossover Lemons and I'll try to write the girls you suggested in future chapters. (But I can't make any promises)**

**Also, I used artist SketchyBehaviour's Sue Storm drawing as a reference to this Susan in my story.**

**Back Story: Reed was killed by Doctor Doom a few years ago which is why she finally accepted to move on.**

 

 

 

 

 

 

 

 

 


	3. Black Cat/Felicia Hardy

**A/N: Hey everyone! Sorry for the long wait and I finally will start this chapter, I know a lot of people would love to see more Marvel ladies, but I will move on to more ladies, but don't worry I will keep doing Marvel ladies, but one at a time.**

**Here is Black Cat!**

**Enjoy!**

* * *

 

Chapter 3: Black Cat/Felicia Hardy

Ben Tennyson was now 19 years old and was flying to New York City for a patrol mission, he had finally made it and was now in his[ hotel room](https://www.fanfiction.net/docs/edit.php?docid=42761124#68019881) resting for what was in store for him, He got dressed and left his room to investigate. Ben was now in the streets of Manhattan and saw a museum as well as guards guarding the place. Ben decided to walk up to them.

"It's Ben Tennyson!" one of the guards said shocked by seeing the young hero.

"Wow! What are you doing here?" The second guard asked in utter shock and amazement.

"Just thought I could lend a hand." said Ben.

"Thank you, we really appreciate it." the second guard said, Ben walked inside to see that the place was pretty quite.

"Way too quite." Ben said to himself, he also noticed a very rare looking diamond in a glass container in the middle of the place, it really did shined the place.

"Very pretty." Ben said, but decided to keep his word and help out the guards.

(Hours later)

* * *

Ben had waited all night for something to happen in this place and was starting to get bored. Ben sighed in pure boredom.

"So bored..." Ben said to himself trying his best not to fall asleep. Trying to keep his eye on all the priceless items, Ben was not much of a fan of Museums, but he always liked to help out. Suddenly Ben heard something.

"What was that?" Ben said as he woke up from his train of thought. Ben looked to see the diamond was gone.

"Oh crap!" Ben yelled in pure shock. He then looked up to see a hole up in the ceiling. He then activated the Omnitrix.

"Looks like it's Hero Time!" yelled Ben as he slammed the dial as well as a[ blinding](https://www.fanfiction.net/docs/edit.php?docid=42761124#46988288) emerald light engulfed the whole museum.

"Jet...Wait, Spidermonkey? Not cool Omnitrix!" Ben/Spidermonkey yelled, but decided to forget it and chase after the thief that stole the item. Ben/Spidermonkey webbed up to the whole where the thief escaped and chased after whoever taken the rare artifact. Ben/Spidermonkey could only see the shadow of the person running, Ben/Spidermonkey shot his webbing at the person and got a good shot at whoever this person was. Ben/Spidermonkey finally caught up with the thief.

"Got yo-Holy crap!" Ben yelled as he got a good look at the thief, it was a Caucasian woman and she wore a black body hugging suit with white fur on the collar, wrist, and ankles which also showed off her amazing cleavage, she was really buxom (She was at least a DD-cup) and very curvy at that, had long white hair, and a domino mask concealing her face. Her right hand was caught by Ben's webbing and had the diamond in her left hand.

"Who are you?" Ben/Spidermonkey said as he got a closer look at her.

"Like I'll tell you." She said, Ben was not having it.

"Okay, why did you steal the diamond?" Ben/Spidermonkey interrogated and transformed back to normal, but no answer.

"Okay, maybe the police..."

"Wait!" The woman said trying to get the hero's attention. "I'll tell you, but I need you to do something for me."

"I don't negotiate with criminals." Ben said as he folded his arms, Ben couldn't help but stare at her ample bosom, The woman noticed this and had a grin on her face.

"How about I let you have sex with me?"

"WHAT?!" Ben yelled with his face as red as a tomato, The woman grinned.

"Have sex with me." She said, "If you make me cum I'll tell you everything and I'll return the diamond, but if you don't I'll leave with it."

Ben couldn't believe what he was hearing.

"Do we have a deal?" The woman said with a sexy grin. Ben thought about it for a second.

"O-Okay, but don't try anything..." said Ben flustered by what he just said, this made the woman giggle.

"No tricks." The woman said as Ben took off the webbing and freed her. "Now, how about your place?"

Ben just sighed and hoped this would be over soon.

(Ben[ hotel room](https://www.fanfiction.net/docs/edit.php?docid=42761124#96168468))

* * *

Ben and the woman who called her self Black Cat had walked inside the room.

"Here we are." Ben said trying to get this over and done with, "Can we just get this over and done with."

"With pleasure," Black Cat said with a sultry tone as she kissed him on the lips.

(Lemon start)

* * *

Ben and Black Cat had gone at it like animals and eventually broke apart form the lip lock.

"How was it?" Black Cat said with a sly grin, Ben just stood there blushing like mad.

"W-Wow." was all Ben could say.

"We're just getting started." She said as she got on her knees and unbuckled his jeans to see he was hard, she was surprised to see his dick pop out, she was impressed by the size.

"Very nice." She said as she licked the tip of his raging member, Ben grunted from the pleasure.

"D-Damn." Ben moan, she then began to slowly engulf his big dick and began to go suck it with great force.

"Mmmmm..." She moaned as she kept going, Ben couldn't take this incredible feeling he was receiving from this woman.

"Oh fuck!" Ben moaned as he grabbed Black Cats head and made her deep throat his incredible cock.

"GUAH!" Black Cat gagged, and with that he came loads inside her throat. She finally broke free from his grasp with so much of his cum and swallowed it. She noticed that his dick was still rock hard.

"So good," She then unleashed her gigantic tits out of her outfit.

"You want these tits?" Black Cat teased as she started to play with her rock hard and erect nipples. Ben couldn't control it any longer and began to suck them like a baby boy.

"Mmmmm!" Black Cat moaned from the feeling of her tits being sucked, Ben began to suck the right breasts while playing with the other. Black Cat felt herself almost at her limit form this.

' _Oh god, he's way better at this then I thought!_ ' Black Cat said trying her best not to come, and to make matters worse he began to finger her as well.

"OH! OOOH!" Black Cat moan with her back arched from the amazing feeling of having her tits sucked and pussy fingered.

"Stop! Give it to me! Give me your huge dick!" Black Cat pleaded to the Omnitrix Wielder as she went to the bed on her knees wanting it in doggy style, Ben decided to give her what she wanted and slowly put his cock into her pussy.

"Mmmmm!" Black Cat yelled having her pussy being plunged with such an amazing cock, Ben began to go in and out of her slowly and than began to go faster to Black Cat's delight.

"Yes! Yes! YES!" Black Cat moaned with every thirst he was making. She couldn't get enough of it.

"Harder! Faster!" Black Cat pleaded for him, Ben began to smack her fat ass!

"AHH!" She yelled in pain (with a mix of pleasure).

"Bad kitty!" Ben yelled as he kept spanking and thrusting into her wet pussy.

"Yes! Punish this kitty!" Black Cat yelled. Ben smacked her as until it was covered with red marks.

"I'm cumming!" Black Cat yelled as she and Ben both came together. Both of them collapsed on each other.

(End of Lemon)

* * *

Ben and the now defeated Black Cat were now exhausted.

"Now will you return the diamond?" Ben asked the now exhausted Black Cat.

"Yes, anything for you." She said with kissing him on the cheek, "That was...incredible."

"Wanna go again?" Ben said with a smile, Black Cat's face dropped.

* * *

**A/N: That was a fun chapter and I hope you all enjoyed it! Also this will be the last Marvel girl...for now of course! I hope I did Black Cat okay because it's my first time writing her so please go easy on me.  
**

**Good by and see you next chapter!**

 

 

 

 

 

 

 

 

 


	4. Maddie and Jazz Fenton

**A/N: Hey, here's a new chapter of Ben 10 Crossover Lemons (Now Ben 10 Lemon One-Shots), I hope you you will enjoy this. Also, I wanted to do something a little different this time, a threesome and I hope you like it!**

**Enjoy!**

* * *

Chapter 4: Maddie and Jazz Fenton

We come upon the streets of Amity Park, as well as or favorite hero Ben Tennyson, he and his best friend/team mate Danny Phantom AKA, Danny Fenton, had just beaten some strange guy that called himself the Box Ghost. Ben had to admit, the guy was hilarious, but not the least bit challenging to say the least.

"I, The Box Ghost will return!" Box Ghost said as he was taken in the Fenton thermos.

"Thanks, Ben!" Danny thanked the teen hero.

"No prob, how's things been going?" Ben wanted to change the subject.

"Nothing much, kicking ghost butt mostly!" Danny said with a grin.

"Same, but aliens." Ben said with a shrug, but Danny heard his phone rang and decided to answer.

"Hello?" Danny answered, "Hey, Tucker...trouble again? On my way!"

Danny put his cell in his pocket. Ben knew what it was about.

"You need a hand?" Ben asked.

"Nah, I got this one! See ya!" Danny said as he flew to his destination.

"Hmm, maybe I could go see how Mrs. Fenton's been doing."Ben said as he came to the Fenton Works which was not very hard to miss.

"They sure know how to advertise..." Ben said to himself, Ben walked up to the door and knocked.

"Mrs. Fenton! Anyone home!" Ben said, but no answer.

"Weird." Ben said, but Ben heard something strange.

"Is that...moaning?" Ben said to himself in confusion. Ben decided to investigate and activated the Omnitrix changing into Ghostfreak.

"Lets see what's behind door number 1!" Ben/Ghostfreak joked in an eerie voice as he phased trough the door.

(In the Fenton House)

* * *

He floated over to to the hallway to find the bedroom door cracked open, he heard two types of moaning.

"Yes!" A voice screamed.

Ben/Ghostfreak then went in side the room and found the most shocking sight he never thought he would ever see. It was Maddie and Jazz naked as well as making out and fingering each other.

"Holy crap..." Ben/Ghostfreak whispered in shock. Maddie and Jazz finally broke apart from each other.

"Oh sweetie, you're such a great kisser." Maddie purred. Jazz panted from the kiss.

"Mom..." Jazz whispered and the mother and daughter[ continued](https://www.fanfiction.net/docs/edit.php?docid=43770624#74437569) making out once more. Ben had never expected anything like this to happen in his life time. He was witnessing mother and daughter lesbian action.

"So fucking hot..." Ben/Ghostfreak whispered watching the horny mother and daughter go at each other like wild animals, they began to finger each other.

"Ohhh! Jazz honey! That's the spot!" Maddie moaned from being fingered by her own daughter.

"Mom! I'm gonna cum!" Jazz yelled from the pleasure, they both came and stared into each others eyes.

Ben/Ghostfreak was amazed at the sight he was seeing, but suddenly he heard the Omnitrix beep.

"Oh no, not now." Ben/Ghostfreak said, but it was too late and he reverted back into his human self and fell on the ground.

"Shit." Ben cursed, Maddie and Jazz where shocked to see the boy suddenly in front of them.

"BEN!" They both yelled in complete shock. Ben jumped when he heard them say his name. Maddie also noticed a huge bulge protruding from his jeans.

"S-Sorry, I didn't mean to spy!" Ben said trying explain, "I thought you where in troubl-"

"Benjamin Kirby Tennyson!" Maddie yelled with her hands on her hips, "Spying on us, time to punish you!"

(Lemon start)

* * *

Ben gulped and he was thrown on the bed, Maddie and Jazz both bent down toward Ben and both rubbed his hard on. Ben was shocked by this.

"W-What are y-"

"Quite, you are being punished for peeping on us!" Maddie yelled as she unzipped his pants with a gigantic 12 inch cock popping out in the processes. Maddie and Jazz where dumbfounded by the size of it.

'He's way bigger than Jack!' Maddie thought impressed and licked her lips hungerly.

"W-Wow!" Jazz said as she stared at the rock hard dick. Maddie then placed her massive tits around Ben massive member and began to titfuck him.

"Don't cum." Maddie said with a sexy grin as she kept going.

"Oh shit!" Ben yelled, but felt a pair of soft lip against his and saw it was Jazz lip locking him.

"Mmmm!" Jazz moaned between the kiss, Ben was shocked to the core at what was happening, he was having a mother and daughter threesome; holy crap!

Maddie began to go faster with her amazing tits, she then licked the tip of his cock. Ben used his right hand and groped Jazz's booty and began to finger her soaking wet pussy.

"Oh god!" Jazz yelled as she let go of Ben's lips from the feeling of her pussy being played with,

'He's way better than Dash when it comes to foreplay!' Jazz thought, she had never felt this good before and was moaning her ass off. Maddie bobbed her head up and down on his cock which caused Ben to arch his neck from the pleasure.

"So fucking good!" Ben yelled from the feeling of Maddie chugging down his dick, he was amazed by her skills, he couldn't hold out for much longer.

"I'm gonna cum!" Ben yelled as he came balls deep into Maddie's mouth. Ben panted.

"Sorry, Mrs. Fenton..." Ben apologized.

"Mmmm..." Maddie savored the taste as she swallowed his load of cum, "I never tasted such delicious cum in my life..."

Maddie and Jazz also notice that Ben was still hard as a rock. "Such a naughty boy."

Ben blushed at the sight in front of him, Maddie and Jazz posed for Ben.

"Who do you want to fuck first?" Maddie asked, Ben blushed at the sight, Ben began to think about it. He looked over to...

"Jazz." Ben said, Maddie smiled while Jazz readied her self for the cock she wanted so badly.

"Ready honey?" Maddie asked,

"Y-Yeah." Jazz said as she slowly came down on Ben's cock, she got a few inches into her and it felt amazing.

"Ohhhh!" Jazz moaned from the feeling of Ben's thick and huge cock in her entrance, "So fucking big!"

"So fucking tight!" Ben yelled, Jazz began to go up and down on his dick and Maddie started to masturbate at the sight of her daughter being fucked.

"Oh, Ben, you're such a stud!" Maddie screamed as she walked over to Ben and sat her huge ass on his face "Eat me!"

Ben did what he was told and began to lick her wet pussy which caused her to arch her back from the pleasure of Ben eating her out.

"YES! YEEEESS!" Maddie screamed in pure ecstasy, Jazz then locked her lips on to Maddie's and began to make out like crazy.

"Mmmmm!" They both moaned, they finally broke apart and all felt their limits coming.

"I'm cumming!" Both Maddie and Jazz yelled as they came as well as Ben. Jazz finally collapsed on the ground exhausted.

"Looks like Jazz had a nice time." Maddie said happily and looked to see Ben still hard, "Mmmm, I can't wait!"

Ben looked to see Maddie gently lowered herself on his massive cock, the feeling was out of this world.

"Holy shit! So fucking big!" Maddie screamed as she lost herself from the feeling of Ben's cock inside of her, she began to bounce up and down on his shaft with her huge ass jiggling as well.

"So fucking good!" She yelled, Ben was turned on by her and began to suck her huge tits like a baby.

"Yes, suck those tits, baby!" Maddie yelled as she felt her limit coming as well.

"I'M GONNA CUUUM!" Ben yelled

"OH GAAAAWD!" Maddie yelled as she and Ben both came.

(End of Lemon)

* * *

They both cuddled together in the bed, Ben in the middle as Maddie and Jazz on his chest gazing lovingly at him.

"Oh Ben, you're a REAL man." Maddie said kissing his chest.

"That was amazing..." Jazz said as well.

"You sure it's okay for me to stay here?" Ben asked.

"My husband is going to be out of town hunting ghost for a whole month, you can stay here as long as you like."

The girls then both came up to Ben's cock and teamed up on it licking it and sucking his balls.

"Awesome..." Ben said with his arms behind his head with a relaxed grin while his ladies sucked him off.

This was the life and he was not leaving anytime soon.

* * *

**A/N: Hope you enjoyed this chapter and I will do more sexy ladies with Ben soon. See ya next chapter! And don't forget to leave a review and which female character you want to see next!**

 

 

 

 

 


	5. Dexter's Mom

**AN: Hi, this was in my head for a while and I thought I write it out and see what happens, hope you like it. Now here is Dexter's mom from Dexter's Laboratory!  
**

* * *

Chapter 5: Dexter's Mom

We come upon a young man that looked about 19 or 20 years old, he had brown shaggy hair, green eyes, and had on a green/black shirt with a white 10 in the middle, as well as brown pants and green sneakers, his name was Ben Tennyson, a young hero and wielder of the Omnitrix. Ben decided to take a walk and get some fresh air. Ben yawned.

"So bored..." Ben said to himself, but then he noticed something which shocked the teen hero.

"W-Wow!" Ben yelled, he saw a red headed woman with the most amazing curves on earth, she wore dark green pants, a pale green blouse, yellow dish washing gloves, a white apron, and green pumps, but what really caught his attention was her huge plump and round ass that jiggled with every step she made, Ben couldn't help but drool a bit from what he was seeing.

"H-Huge!' Ben yelled in his head, the woman accidentally dropped a few of the groceries she was packing into the house, Ben shook his head and ran over to help her.

"E-Excuse me, need a hand?" Ben offered as he picked up the bags, the woman couldn't help but smile at the young mans generosity.

"Oh, thank you!" She said kindly with a Minnesotan accent, Ben couldn't help but smile lovingly at her. Ben got another bag and took them into her kitchen. Ben finally finished helping.

"I better get going!" Ben said as he was about to leave,

"Oh, I baked cookies, would you like to stay and have some?" The woman said with a sweet smile. Ben shrugged and got some and was amazed at how they tasted.

"SO GOOD!" Ben said happily. Dexter's mom came in with a glass of milk on a trey,

"How are they?"

"Delicious, Mrs. D!" Ben said with grin, she giggled.

"So, are you a friend of Dexter's?" Dexter's mom asked.

"Yeah, he helped me out a few times," Ben said, keeping the lab a secret for Dexter.

"That's wonderful, I'm so happy Dexter has a friend." Dexter's mom said sweetly, Ben smiled as well.

"Ummm...would you like me to help you out with chores and stuff?" Ben said blushing a bit, "You did offer me cookies, so it's the least I can do."

Dexter's mom smiled, it was nice for someone to help out every now and then.

Outside of the house, Ben started to clean the gutters, Ben didn't use his aliens because he was use to cleaning the gutters in human form and the fact his mom didn't like him changing into aliens while doing chores for some reason, Ben had finished cleaning the gutters and was coming down the ladder when he saw something that will be burnt forever in his head.

"HOLY CRAP!"

It was Dexter's mom in nothing but black frilly bra and a thong that was ate up by her massive butt, Ben felt his pants grow tight from what he was seeing.

' _Come on Tennyson, keep your head together!_ ' Ben yelled in his head.

(With Dexter's mom)

* * *

Dexter's mom began to undress. She then came up to her bed room drawer and took out a red dildo that was 9 inches long. She got on her bed and started to pleasure herself with the dildo while playing with her right breast.

"Ohhhh!" She yelled.

'I need it, give it to me! Give me what I want!' She yelled in her head as she kept plunging the dildo in and out of her and had an orgasm, but that wasn't enough to satisfy her.

"If only I had the real thing in me." She said to her self. Then she had an idea as she caught a glimpse of a blushing Ben, she smiled wickedly.

"Maybe I could." She thought as she went into the closet.

At the pool.

Ben was washing the pool, it was pretty hot out and decided to take off his shirt to show that he had a six pack and abs from fighting aliens and beyond. He had finally finished.

"Man, it's hot..." Ben said sweating.

"Are you thirsty?" A voice said, Ben turned to see and was shocked by what he saw, it was Dexter's mom, warring a green bikini, she still had on her gloves of course (She must have a fear of germs or something), she was holding a trey of lemonade.

"Here you go." She said.

"T-Thanks!" Ben said still blushing from what he was seeing, he took the glass and took a sip of the lemonade, Dexter's mom observed the young man and was very impressed by what she was seeing. Ben finished.

"Thanks, Mrs. D!" Ben said as he gave her the glass. She took it and put the trey on the table near her.

"I'm going to go for a dip, you don't mind?" She asked with a smile.

"N-Not at all." Ben said grinning nervously. With that she walked over to the side of the pool while swaying her hips which made her ass shake like jello, Ben couldn't help but stare at that amazing booty.

' _Damn..._ ' Ben said in his head, she dived into the pool and swam for a bit as she flipped her hair from her eyes.

"So nice, want to join me?" She invited, Ben gulped and then he spoke.

"S-Sure." Ben said as he dived into the pool, she was right.

"That's much better!" Ben said as he did a few laps in the pool. Dexter's mom swam up to him and pressed her massive butt on his crouch.

"Oops!" Dexter's mom said with a sneaky smile.

"M-Mrs. D!?" Ben said shocked by what was going on.

"I saw you watching me." She said, Ben was stunned by what he just heard.

"S-Sorry!" Ben said trying not to blush.

"I'm glad you find me attractive. It's been so long since I felt so young." Dexter's mom said as she kissed the young man. This got Ben fired up and carried her bridle style.

(Lemon start)

* * *

"Oh!" Dexter's mom yelled shocked by the sudden moment, Ben then got out of the pool and headed inside the house and into the bedroom. When he got there, Ben laid her down on the bed, she noticed a huge bulge in his trunks as well.

"I see someone's eager." Dexter's mom said excitedly.

"I want you so much right now!" Ben said as he began to kiss her passionately, she gladly returned the kiss and were at war for dominance. Dexter's mom had never felt this much pleasure from a kiss and felt her limit coming. They soon broke apart.

"Now my turn." She said as she started to take off her bathing suit. Ben was amazed by the sight of her incredible body.

"Wow!" Ben said as he stared at her, Ben then took off his shorts, Dexter's mom was shocked when he showed his 12 inch rock hard cock.

"So big, way bigger then any cock I've seen." She said to herself as she crawled over to his cock and began to lick the tip. Ben groaned from the feeling.

"Shit." Ben cursed as he felt Mrs. D lick it like a lollipop. She then started to take the cock in her mouth next and bobbed her head up and down on his 12 inches.

"So good!" Ben yelled from the intense pleasure of having his cock sucked by a hot MILF, Dexter's mom tried her best to take all of it in, but she could only reach 10 inches of his monster cock. Ben then grabbed her massive soft, firm ass and began to spank it.

"Mmmm!" She moaned from the feeling of her fat butt slapped.

"Damn, I'm gonna cum!" Ben warned as he unleashed his seed into the big booty goddesses mouth. Her mouth was full of his cum and she did her best to take it all in.

"Delicious." Dexter's mom said with a sexy smile, she then turned around with her massive ass in the air waiting to be fucked.

"Could you be a dear and eat me?" She asked sweetly, Ben was happy to oblige and began to suck and lick her wet pussy.

"OH! YESS! MORE!" She moaned, Ben did as he was told and sucked her pussy and fingered her asshole. Dexter's mom was going crazy from the sensation of it.

"YES!" She yelled drooling from being fingered and licked, her husband had never done things like this and was happy she was having what she craved for so long.

"I can't take it any more! I'm going to put it in now!" Ben said as he aimed his cock in her pussy.

"Give it to me!" Dexter's mom begged, Ben slowly inserted his dick in her soaking wet snatch. She screamed in pleasure.

"OH! So big!" Dexter's mom yelled from the feeling of his huge cock in her pussy. Ben began to go in and out of her, her ass jiggling as well which made Ben even harder.

"Your ass is amazing!" Ben yelled while fucking her non stop, "So fucking great!"

"YESS! FUCK ME!" She yelled, Ben did as he was told and was going faster each thrust.

"Here I cum!" Ben yelled as he came inside of her, The two were now cuddled together.

(End of Lemon)

* * *

"That was amazing." Dexter's mom said with a satisfied grin.

"Y-Yeah..." Ben said, "How about another round?"

Dexter's mom giggled, "So full of energy." Dexter's mom said as she started to suck his cock.

(The Next Day)

* * *

Ben had came over to Dexter's house today, he knocked on the door.

"It's me, Ben!" Ben said behind the door.

"Come in!"

Ben realized that the door was open and walked inside to see something shocking.

It was Dexter's mom in nothing but an apron and was fully nude. She had a tray of cookies

"Wow!" Ben said drooling at the sight of the nude goddess in front of him.

"Would you like some cookies or 'something else sweet'?" She said subjectively.

Ben grinned and he knew what he wanted.

* * *

**A/N: That's it for now (I hope I did good with her character), I might make another chapter featuring other Dexter girls (Agent Honeydew, and Lisa the Babysitter) in Ben's harem, but who knows.**

 

 

 

 

 

**Author's Note:**

> Okay, this was once posted on FanFiction.Net as well, but had to take it down because of strict no adult fics rules, I have decided to post it here and hope I get much support over here just Ben 10: World Walker.


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